Cash and carry —

Michael Dell wins buyout bid after Icahn takes ball, goes home

Shareholders approve, deal should be sealed before November.

Michael Dell and Silver Lake have triumphed in their bid to take Dell private. Alex J. Mandl, the head of the company board's special committee overseeing the deal, announced this morning that a majority of stockholder votes had been cast in favor of the $24.9 billion bid. The New York Times reports that 65 percent of the votes cast were in favor of the deal.

The path to the victory for Mr. Dell was opened last month when Carl Icahn, who was making a competitive bid for the company backed by Dell stockholder Southeastern Asset Management, lost a bid in court to block the vote under revised rules that changed how many votes were needed for the Dell/Silver Lake offer to pass. Under the original rules, abstaining share votes would have counted against the deal; since Michael Dell himself could not vote, that would mean that he would have needed 43 percent of Dell shareholders to vote yes. The change allowed abstaining votes to be ignored.

Icahn wanted to delay the vote until after a shareholder meeting in which he hoped to get a group of new directors elected to Dell's board and scuttle Michael Dell's efforts. But on Monday, he announced he was ending his bid for the company—and promptly bought more stock in Apple. Icahn's exit left Dell's offer as the only one on the table for Dell stockholders.

The go-private acquisition is expected to be completed before the end of Dell's fiscal third quarter on November 30. After it is completed, Michael Dell is expected to accelerate the restructuring of the company—though as a result of its loan to fund the deal, Microsoft will have some influence over the route Dell takes going forward.

This is great news for Dell employees, business partners, and most stakeholders. I don't think many folks really understood who Carl Icahn is and what he's done with previous companies he's owned -- but for a quick primer, go watch "Wall Street" and replace Michael Douglas with Carl Icahn and Blue Star Airlines with TWA. That should give you a pretty good idea of what Icahn is about.

Oh and by the way -- you shouldn't be allowed to own one of the biggest tech companies in the world if you continually mispronounce "Intel" as "Eye-tel."

This is great news for Dell employees, business partners, and most stakeholders. I don't think many folks really understood who Carl Icahn is and what he's done with previous companies he's owned -- but for a quick primer, go watch "Wall Street" and replace Michael Douglas with Carl Icahn and Blue Star Airlines with TWA. That should give you a pretty good idea of what Icahn is about.

Oh an by the way -- you shouldn't be allowed to own one of the biggest tech companies in the world if you continually mispronounce "Intel" as "Eye-tel."

Yeah, Carl Icahn walking away is good news for pretty much everybody who's not Carl Icahn.

Now, whether Michael Dell taking his namesake company private is good on a macro scale remains to be seen, but either way it'll be a fascinating experiment.

I was not looking forward to explaining to my VP why we would have to reevaluate our relationship with Dell if this deal fell through. Yes, they may still tank, but it would have been a near-certainty with i-Kahn in charge.

Awesome! I'm doing a happy dance for Michael Dell and wish him all the best! I've never been a direct customer of Dell but after an old Dell computer landed at our house that was who knows how many years old when we got it a couple of years ago, and to this day is still a little work horse I can't help having developed some fondness for the company. I hope they're able to adapt to the quickly-changing environment of computers and stay in business for a long, long time.

As for Mr. Icahn? I think his name should be permanently changed to Icahnt. From everything I've read about him that guy is a shark trying to make money off of destroying companies he thinks are on the downward slope already. Way too many of these people caught up in their greed totally forget that everything they do affects the lives of real people out there. Buy a company and put it out of business for the sake of your bank account and how many people lose their jobs as a result? It's not just the people working for that company but the people working at places they spend their money and the cycle just keeps going. I'm sickened by all the greed I see in this world.

These are sharks battling it out in sharkville, so I don't feel much empathy for them. However, to all those kids out there looking to make it big with their own rock band tech business I suggest you remember these events. Don't be suprised at the amount of s#*t you'll be eatting.

This is great news for Dell employees, business partners, and most stakeholders. I don't think many folks really understood who Carl Icahn is and what he's done with previous companies he's owned -- but for a quick primer, go watch "Wall Street" and replace Michael Douglas with Carl Icahn and Blue Star Airlines with TWA. That should give you a pretty good idea of what Icahn is about.

Oh and by the way -- you shouldn't be allowed to own one of the biggest tech companies in the world if you continually mispronounce "Intel" as "Eye-tel."

Can't be overstated enough. Ichan is not someone you want holding the reigns at your company if you're interested in long-term survival and forward-looking ideas. He just wants to pull as much money as possible out of the company, regardless.

Icahn trumpets himself as a champion for shareholder value. As near as I can tell from a review of his achievements, he is the champion of short-term moves that pay huge dividends, even when those decisions destroy the long-term value of the company.

He trades on the idea that shareholder value aligns with corporate responsibility and smart governance while promoting policies that destroy both.

Icahn trumpets himself as a champion for shareholder value. As near as I can tell from a review of his achievements, he is the champion of short-term moves that pay huge dividends, even when those decisions destroy the long-term value of the company.

He trades on the idea that shareholder value aligns with corporate responsibility and smart governance while promoting policies that destroy both.

Icahn is all about shareholder value. You just have to remember which shareholder he's talking about.

Has Icahn _ever_ done anything useful with all of his agitation and saber-rattling? He is the very definition the very worst activist shareholders. He appears to know nothing about the actual mission and activity of the companies he tries to influence.

The people in charge should at least understand what the company does, even if they aren't day to day practitioners of the trade/art.

The question now is what does this mean for everyone else? Dell has lot a lot of good will in the last few years. The only bright spot that endured was their higher end monitors imo. Are they going to spin off their business and consumer pc business to focus on business servers? I guess we will have to see what happens from here on out.

fuck the shareholders, and now fuck the bondholders. enjoy holding that much lighter bag. As an ex employee my 52 dollar underwater options are crying themselves to sleep under the desk.

At least your options are worth something. They could be worthless ( dell's doors closing forever ) or their stock prices continue to decrease.

This is the reason stock options are not a good deal. If you want to invest in the company you work for and its public go ahead and purchase the stock on the stock market.

How are his options worth anything? There is a set price for the shares that is less than $52 and then there will be no more shares. Dell stock price will not continue to decrease because there will not be a stock price.

Shareholders have been shafted. Michael Dell sold the shareholders down the river. The company's value, as dictated by Michael Dell himself, is about half what he's giving back. There is at least on class-action lawsuit claiming exactly that.

Michael Dell plans to finance the reorganized company with the money he has taken from shareholders. The proof will be in the humongous salaries and perks he will give himself and his lieutenants. Whether the new company succeeds or not, he doesn't care. He will be a very rich man either way.

Stay tuned.

If the company was worth twice as much why didn't someone else come forward with a higher offer? It seems to me if something is worth X, and someone is offering to buy it for 1/2 X, someone else would def be willing to pay 3/4 X. The value of something is based on what someone else will pay for it.

This is great news for Dell employees, business partners, and most stakeholders. I don't think many folks really understood who Carl Icahn is and what he's done with previous companies he's owned -- but for a quick primer, go watch "Wall Street" and replace Michael Douglas with Carl Icahn and Blue Star Airlines with TWA. That should give you a pretty good idea of what Icahn is about.

Oh and by the way -- you shouldn't be allowed to own one of the biggest tech companies in the world if you continually mispronounce "Intel" as "Eye-tel."

I dunno if it's tremendously great for Dell employees. Certainly they're much better off than if Icahn got his way, but in taking Dell private, they're trying to lessen or get rid of a lot of the retirement and insurance benefits they had.

These are sharks battling it out in sharkville, so I don't feel much empathy for them. However, to all those kids out there looking to make it big with their own rock band tech business I suggest you remember these events. Don't be suprised at the amount of s#*t you'll be eatting.

Shareholders have been shafted. Michael Dell sold the shareholders down the river. The company's value, as dictated by Michael Dell himself, is about half what he's giving back. There is at least on class-action lawsuit claiming exactly that.

Michael Dell plans to finance the reorganized company with the money he has taken from shareholders. The proof will be in the humongous salaries and perks he will give himself and his lieutenants. Whether the new company succeeds or not, he doesn't care. He will be a very rich man either way.

Stay tuned.

Michael Dell is already a very rich man; personal financial gain doesn't seem to be a credible primary motivation in this instance.

Also, as others have already pointed out, Michael Dell may be the company's only hope for continued existence. Some shareholders may be getting half of what they feel the company is worth, but that's still a hell of a lot more than they'd get if Dell simply went bust.

Shareholders have been shafted. Michael Dell sold the shareholders down the river. The company's value, as dictated by Michael Dell himself, is about half what he's giving back. There is at least on class-action lawsuit claiming exactly that.

Michael Dell plans to finance the reorganized company with the money he has taken from shareholders. The proof will be in the humongous salaries and perks he will give himself and his lieutenants. Whether the new company succeeds or not, he doesn't care. He will be a very rich man either way.

Stay tuned.

Even if that IS true -- and it could be, though I doubt Michael Dell is that shortsighted and nefarious -- do you really believe that Carl Icahn was the better alternative?

I mean for crying out loud, the guy has a long and notorious history of asset stripping. Icahn is basically the reason the "poison pill" was invented for mergers & acquisitions. Couple that with the fact that he has NO IDEA how to run a tech company, and I don't see how anyone could think he was going to be a better owner than Dell himself.

Shareholders have been shafted. Michael Dell sold the shareholders down the river. The company's value, as dictated by Michael Dell himself, is about half what he's giving back. There is at least on class-action lawsuit claiming exactly that.

Michael Dell plans to finance the reorganized company with the money he has taken from shareholders. The proof will be in the humongous salaries and perks he will give himself and his lieutenants. Whether the new company succeeds or not, he doesn't care. He will be a very rich man either way.

Stay tuned.

He was a very rich man before all of this started. If his goal was to be rich, he didn't have to do this.

And tell me, do you honestly think Icahn would have done ANYTHING to improve Dell? Do you honestly think that he would have done anything to make sure they would survive even 10 years down the road? Do you really need to go back and look at the other companies he's done this to?

Just playing devil's advocate here: Icahn is/was also a very rich man. Being so doesn't seem to remove "getting more rich" as a motivating factor.

True. On some level, I believe that Icahn really believes he's an "activist investor" working for the good of shareholders. And I'll say this in his defense -- he's absolutely right about most boards these days being a bunch of absentee landlords who don't give a damn and just cash their checks.

But...you can't expect to be viewed as a Robin Hood-esque man of the people who's defending people from greedy corporate boards and incompetent CEOs when:

1. You systematically dismantle the companies you acquire and then sell off the parts to boost your net worth, putting thousands of people out of work and eliminating any chance for said stock value to actually increase in a measurable order, and

2. You portray yourself as some kind of management expert, yet continually show a complete lack of understanding about the businesses you seek to run (see Marvel Comics, Yahoo, Blockbuster and more) and rarely if ever present a tangible alternative corporate strategy to the one you're criticizing.

Dell was a classic example of point #2. Icahn did little to communicate why Dell had more value than its current price and how he planned to demonstrate that value, other than flinging a bunch of half-baked ideas at the media -- including the most far-fetched idea of them all, acquiring HP's PC buisness/selling Dell's PC business to HP. If Icahn knew ANYTHING about the PC industry and the blood feud between these two companies that goes back over a decade, he'd know just how ridiculous that idea was before the words left his mouth.

For those of you downvoting this comment, recall that this is what Michael Dell said about Apple in 1997.

I suspect most people here know that. The issue is probably more a case of endlessly reiterating the point that Dell can be an obnoxious gob-shite from time to time (especially when doing so serves his company's interests) is about as helpful as morons repeatedly posting "you're holding it wrong" in any and every Apple forum, or '64K is enough for anybody" whenever Gate's name crops up.

I honestly have no clue what this means for Dell. Oh well, I guess we'll see.

edit: one thing I know for sure is that they've been impressively uncompetitive in the laptop market. It's like they're intentionally trying to make the company look worse. Just look at their site, it's either not working(*), or they're missing parts for their laptops, or the forums aren't working, or you have to wait a whole month for them to ship something to you... It's like some monkeys are running the company instead of people.

Has Icahn _ever_ done anything useful with all of his agitation and saber-rattling? He is the very definition the very worst activist shareholders. He appears to know nothing about the actual mission and activity of the companies he tries to influence.

The people in charge should at least understand what the company does, even if they aren't day to day practitioners of the trade/art.

Carl Icahn has no interest in owning or running a business. His business model is to get paid to go away.

He takes an upside financial interest in a company that may be on the block and then makes this interest known to the public. The price of the stock and it's options rise as a result. Icahn has thus financed his next move, which is typically an expensive proxy fight.

If during the proxy fight the company pays him to go away, he gets paid and goes away. If he "loses" the proxy fight, he's got bets on the downside that pay off as his interest wanes and he goes away. If he "wins" and ends up owning the company, he pays himself to go away as he disassembles the company.

This move is classic Icahn. It's like watching a rerun of the '81 NBA championships, short-shorts and all.

I dunno if it's tremendously great for Dell employees. Certainly they're much better off than if Icahn got his way, but in taking Dell private, they're trying to lessen or get rid of a lot of the retirement and insurance benefits they had.

What does private/public have to do with retirement and insurance benefits? It's not as if this takeover is intended to destroy unions.